True Friends

“The executive committee is composed of at least three directors designated by the board of directors. The executive committee has the authority of the board of directors in the management of the business of this corporation in the interval between meetings of the board of directors. All board members are invited to attend executive committee meetings to participate in discussion but only the executive committee members are able to vote.”

“Prior to the filing of the form 990, a complete draft is reviewed and approved by the true friends board of directors. Upon approval the accounting firm prepares and submits the final copy of the 990 to true friends which is signed and filed.”

“Each year all board members, including the incumbent president/ceo, sign a "conflict of interest" form identifying any possible conflict of interest that may exist. If a topic is discussed that involves a current board member, the board member and/or the board chair must disclose the conflict and the board member must refrain from participating in the discussion and abstain from voting as reflected in the board minutes. If a conflict of interest arises after a vote, the board would need to revisit the issue.”

“Consistent with article ii, section 2.2 of the by-laws of true friends and article iii, section 5 of the by-laws of true friends foundation, the ceo committee will consist of persons who are incumbent joint members of the board of directors of both true friends and true friends foundation, except that the president and ceo of both organizations shall not be a member of the committee. A quorum for any meeting of the committee shall be the majority of members. The committee will elect a chairperson. All performance data required for the evaluation will be completed no later than the end of february. The evaluation, bonus and salary change recommendations, will be completed by the committee by the end of march and implemented in april. The committee will have the authority to complete the process and report to the respective boards as soon as possible. Increases to the compensation will be based on overall performance of both the job description and other predetermined objectives. The pay schedule will be evaluated annually and compared to related external industry data. Any compensation action is at the discretion of the ceo committee and the board chairs and can be amended, made temporarily inactive or voided at any time based on financial position of either true friends or true friends foundation. The last time this process was undertaken was january 2019. For all other officers/key members, compensation is based on our current established pay ranges, which are reviewed/updated on an annual basis. Comp ranges are based on external salary data from the minnesota council of nonprofits, american camping association, bureau of labor statistics, and other external data information. Merit increases are determined on an annual basis (calendar year). Merit increases are determined based on the annual review process. The ceo, finance and human resources staff work together to determine the overall annual pool of merit increase money. Departmental leaders work with their managers and human resources to distribute the merit increases based on performance. The annual merit increases are documented in spreadsheets and individual letters presented to employees. In regards to our annual merit increases, we budget a certain amount for each department (usually 2-3%). Hr sends a spreadsheet to our senior leaders with the compensation and salary ranges for each of their employees, along with their total merit increase pool to work with. Senior leaders then determine how much of a merit increase to give to each of their employees, based on performance for the previous calendar year. If they want to give increases above/below the budget amount for a specific employee, they must give a rationale for this and they must still stay within their overall budgeted amount. The completed spreadsheet is sent back to hr to review. If all looks good, hr creates merit increase letters and gives them to senior leaders for distribution to employee managers. Employee managers communicate the merit increases to their employees. For mid-year increases, these are given out on a case-by-case basis during the year. This is usually accomplished by conversations between hr, senior leaders and the employee managers. The reasons could be due to a promotion or a technical increase. We use the criteria of performance, pay within compensation range/relation to other employees in similar positions, additional duties assumed, etc. Again, hr will pull together a letter which outlines the reason for the increase and the increase amount. This letter is given to the employee's manager, who will communicate the increase to their employee.”

“The articles of incorporation, by-laws, conflict of interest policy and financial statements are available to the public upon request, but it is not stated publicly.”

“Change in value of trusts 196,573.”